Announcement on Resolutions of the 1st Meeting of the 8th Session BOD

16 October 2020

The 1st meeting of the 8th session of the Board of Directors of the Company was held in Beijing on 16 October 2020. The meeting was convened and presided over by Chairman Gao Yingxin. Of all 17 Directors who were entitled to attend the meeting, 12 Directors, being Chairman Gao Yingxin, Vice Chairmen Liu Yonghao and Zheng Wanchun, and Directors Wu Di, Song Chunfeng, Weng Zhenjie, Yang Xiaoling, Zhao Peng, Liu Jipeng, Li Hancheng, Peng Xuefeng and Qu Xinjiu attended the meeting in person; 5 Directors, being Vice Chairmen Zhang Hongwei and Lu Zhiqiang, Directors Shi Yuzhu, Xie Zhichun and Liu Ningyu, attended the meeting by video/teleconference. Of all 9 Supervisors who were entitled to attend the meeting, 9 Supervisors attended the meeting as non-voting delegates. The convention and procedures of the meeting complied with the rules and regulations under the Company Law of the PRC and the Articles of Association of the Company. The resolutions made through voting are legal and effective.

The following resolutions were discussed and passed at the meeting:

I. Resolution on Electing Chairman and Vice Chairmen of the 8th Session BOD The Proposal on Electing Chairman and Vice Chairmen of the 8th Session of the BOD was discussed and passed at the meeting. Mr. Gao Yingxin was elected as Chairman of the 8th session of the BOD of the Company. Mr. Zhang Hongwei, Mr. Lu Zhiqiang, Mr. Liu Yonghao and Mr. Zheng Wanchun were elected as Vice Chairmen of the 8th session of the BOD of the Company. The qualification of Mr. Zheng Wanchun as a Vice Chairman is subject to the approval by the CBIRC and his appointment will be effective from the date of approval.

Voting results: Chairman:

Gao Yingxin: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Vice Chairmen:

Zhang Hongwei: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Lu Zhiqiang: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Liu Yonghao: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Zheng Wanchun: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

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II. Resolution on Members of Special Committees of the 8th Session BOD

The Proposal on Members of Special Committees of the 8th Session of the BOD was discussed and passed at the meeting. Six Special Committees of the 8th Session of the BOD of the Company were established, namely: the Strategic Development and Consumer Rights Protection Committee, the Nomination Committee, the Compensation and Remuneration Committee, the Audit Committee, the Related Party Transactions Supervision Committee and the Risk Management Committee. The Chairmen and members of the six Special Committees were approved as follows:

Strategic Development and Consumer Rights Protection Committee (8 persons) Chairman: Gao Yingxin

Members: Zhang Hongwei, Lu Zhiqiang, Liu Yonghao, Zheng Wanchun, Shi Yuzhu, Weng Zhenjie, Zhao Peng.

Nomination Committee (11 persons) Chairman: Peng Xuefeng

Members: Gao Yingxin, Zhang Hongwei, Lu Zhiqiang, Liu Yonghao, Shi Yuzhu, Liu Jipeng, Li Hancheng, Xie Zhichun, Liu Ningyu, Qu Xinjiu.

Compensation and Remuneration Committee (9 persons) Chairman: Liu Jipeng

Members: Gao Yingxin, Wu Di, Weng Zhenjie, Yang Xiaoling, Li Hancheng, Xie Zhichun, Peng Xuefeng, Liu Ningyu.

Audit Committee (5 persons) Chairman: Liu Ningyu

Members: Song Chunfeng, Weng Zhenjie, Peng Xuefeng, Qu Xinjiu.

Related Party Transactions Supervision Committee (6 persons) Chairman: Li Hancheng

Members: Wu Di, Song Chunfeng, Liu Jipeng, Liu Ningyu, Qu Xinjiu.

Risk Management Committee (6 persons) Chairman: Xie Zhichun

Members: Zheng Wanchun, Wu Di, Song Chunfeng, Zhao Peng, Li Hancheng.

The qualifications of Weng Zhenjie, Yang Xiaoling, Zhao Peng and Qu Xinjiu are subject to the approval by the CBIRC.

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Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

  1. Resolution on Nominating Mr. Yuan Guijun As A Candidate for Executive Director of the Company
    The Proposal on Nominating Mr. Yuan Guijun As A Candidate for Executive Director of the Company was discussed and passed at the meeting. Mr. Yuan Guijun was nominated as a candidate for Executive Director of the 8th session of the BOD of the Company.

After the proposal is discussed and passed at the shareholders' general meeting, the qualification of Mr. Yuan Guijun will be subject to the approval by the CBIRC and his appointment will be effective from the date of approval.

Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

IV. Resolution on Appointing President of the Company

The Proposal on Appointing President of the Company was discussed and passed at the meeting. Mr. Zheng Wanchun was appointed as President of the Company, whose term of office is the same as that of the 8th session of the BOD.

Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

V. Resolution on Executive Vice Presidents of the Company

The Proposal on Executive Vice Presidents of the Company was discussed and passed at the meeting. Mr. Yuan Guijun, Ms. Chen Qiong, Mr. Shi Jie, Ms. Li Bin, Mr. Lin Yunshan and Mr. Hu Qinhua were appointed as Executive Vice Presidents of the Company, whose terms of office are the same as that of the 8th session of the BOD. The qualification of Mr. Yuan Guijun will be subject to the approval by the CBIRC and his appointment will be effective from the date of approval.

Voting results:

Yuan Guijun: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Chen Qiong: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Shi Jie: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Li Bin: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

Lin Yunshan: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote;

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Hu Qinghua: Affirmative:13 votes; Negative: 0 vote; Abstention: 0 vote.

VI. Resolution on Appointing Chief Financial Officer of the Company

The Proposal on Appointing Chief Financial Officer of the Company was discussed and passed at the meeting. Ms. Bai Dan was appointed as Chief Financial Officer of the Company, whose term of office is the same as that of the 8th session of the BOD.

Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

VII. Resolution on Appointing Board Secretary of the Company

The Proposal on Appointing Board Secretary of the Company was discussed and passed at the meeting. Ms. Bai Dan was appointed as Board Secretary of the Company, whose term of office is the same as that of the 8th session of the BOD.

Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

VIII. Resolution on Appointing Chief Audit Officer of the Company

The Proposal on Appointing Chief Audit Officer of the Company was discussed and passed at the meeting. Mr. Zhang Yuebo was appointed as Chief Audit Officer of the Company, whose term of office is the same as that of the 8th session of the BOD.

Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

IX. Resolution on Appointing Assistant President of the Company

The Proposal on Appointing Assistant President of the Company was discussed and passed at the meeting. Mr. Ouyang Yong was appointed as Assistant President of the Company, whose term of office is the same as that of the 8th session of the BOD.

Voting result: Affirmative: 13 votes; Negative: 0 vote; Abstention: 0 vote.

X. Resolution on Appointing Authorized Representatives of the Company

The Proposal on Appointing Authorized Representatives of the Company was discussed and passed at the meeting. Mr. Xie Zhichun was appointed as an authorized representative of the Company. Tricor Services Limited continued to be appointed to

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CMBC - China Minsheng Banking Corporation Ltd. published this content on 16 October 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 October 2020 09:34:06 UTC